Washington, D.C. 20549


                                FORM 8-K

                              CURRENT REPORT

                  Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

   Date of Report (Date of earliest event reported): April 30, 2002

                          CARNIVAL CORPORATION
         (Exact name of registrant as specified in its charter)

Republic of Panama             1-9610                  59-1562976
---------------------------    -----------------       -----------------
(State or other jurisdiction  (Commission File Number) (I.R.S. Employer
of incorporation)                                     Identification No.)

3655 N.W. 87th Avenue, Miami, Florida             33178-2428
(Address of principal executive offices)          (Zip code)

Registrant's telephone number, including area code:   (305) 599-2600

Item 5. Other Events.

     An air conditioning equipment malfunction has caused the early
termination of the April 21, 2002, 12-day voyage and cancellation of the
May 3, 2002, 12-day voyage of the Carnival Spirit.  As a result, Carnival
Cruise Lines will provide lodging accommodations, refund cruise fares and
offer 50%-off future cruise vouchers to the affected guests and will also
protect travel agent commissions.  This is expected to reduce Carnival
Corporation's second quarter 2002 earnings by approximately $0.02 per

* * *


     Certain statements in this report constitute "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995.  We have tried, wherever possible, to identify such
statements by using words such as "anticipate," "believe," "expect,"
"forecast," "future," "intend," and words and terms of similar substance
in connection with any discussion of future operating or financial
performance.  These forward-looking statements, including those which may
impact the forecasting of our net revenue yields, booking levels,
pricing, occupancy or business prospects, involve known and unknown
risks, uncertainties and other factors, which may cause our actual
results, performances or achievements to be materially different from any
future results, performances or achievements expressed or implied by such
forward-looking statements.

     Such factors include, among others, the following: general economic
and business conditions which may impact levels of disposable income of
consumers and the net revenue yields for our cruise products; consumer
demand for cruises and other vacation options; effects on consumer demand
of armed conflicts, political instability, terrorism, adverse media
publicity and the availability of air service; shifts in consumer booking
patterns; increases in cruise industry and vacation industry capacity;
cruise and other vacation industry competition; continued availability of
attractive port destinations; changes in tax laws and regulations;
changes and disruptions in financial and equity markets; our ability to
implement our brand strategy; our ability to implement our shipbuilding
program and to continue to expand worldwide; our ability to attract and
retain shipboard crew; changes in foreign currency rates, security
expenses, food, fuel, insurance and commodity prices and interest rates;
delivery of new ships on schedule and at the contracted prices; weather
patterns and natural disasters; unscheduled ship repairs and drydocking;
incidents involving cruise ships; impact of pending or threatened
litigation; our ability to successfully implement cost improvement plans;
the continuing financial viability of our travel agent distribution
system; and changes in laws and regulations applicable to us.

     These risks may not be exhaustive.  We operate in a continually
changing business environment, and new risks emerge from time to time.
We cannot predict such risks nor can we assess the impact, if any, of
such risks on our business or the extent to which any risk, or
combination of risks may cause actual results to differ from those
projected in any forward-looking statements.  Accordingly, forward-
looking statements should not be relied upon as a prediction of actual
results.  We undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.

     We plan to file a registration statement on Form S-4 and a statement
on Schedule TO with the U.S. Securities and Exchange Commission in
connection with commencement of our pre-conditional offer to acquire P&O
Princess Cruises plc. The Form S-4 will contain a prospectus and other
documents relating to the pre-conditional offer. We plan to mail the
prospectus contained in the Form S-4 to shareholders of P&O Princess when
the Form S-4 is filed with the SEC. The Form S-4, the prospectus and the
Schedule TO will contain important information about us, P&O Princess,
the pre-conditional offer and related matters. Investors and stockholders
should read the Form S-4, the prospectus, the Schedule TO and the other
documents filed with the SEC in connection with the pre-conditional offer
carefully before they make any decision with respect to the pre-
conditional offer. The Form S-4, the prospectus, the Schedule TO and all
other documents filed with the SEC in connection with the pre-conditional
offer will be available when filed free of charge at the SEC's web site,
at In addition, the prospectus and all other documents filed
with the SEC in connection with the pre-conditional offer will be made
available to investors free of charge by writing to Tim Gallagher at
Carnival Corporation, Carnival Place, 3655 N.W. 87 Avenue, Miami,
Florida, 33178-2428.

     In addition to the Form S-4, prospectus, the Schedule TO and the
other documents filed with the SEC in connection with the pre-conditional
offer, we are obligated to file annual, quarterly and current reports,
proxy statements and other information with the SEC. Persons may read and
copy any reports, statements and other information filed with the SEC at
the SEC's public reference room at 450 Fifth Street, N.W., Washington,
D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information
on the public reference room. Filings with the sec also are available to
the public from commercial document-retrieval services and at the web
site maintained by the SEC at


     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

Date: May 2, 2002

                                      CARNIVAL CORPORATION

                                      By: /s/ Gerald R. Cahill
                                      Name: Gerald R. Cahill
                                      Title:Senior Vice President-Finance
                                            and Chief Financial and
                                            Accounting Officer